HealthSouth shareholders to recoup costs of proxy solicitations

By Lisa Kerner

Charlotte, N.C., Oct. 26 - The board of directors of HealthSouth Corp. authorized the company to amend its bylaws to provide reimbursement of shareholder expenses in connection with a proxy solicitation campaign.

HealthSouth expects to adopt the final form of the bylaw amendment this week and said it will include the final amendment in a form 8-K filing with the Securities and Exchange Commission.

"By reimbursing shareholders under certain conditions for reasonable expenses relating to director nominations, we believe we will further enhance director accountability and permit shareholders to have a greater say in the running of their company," Jon F. Hanson, non-executive chairman of the board, said in a company news release.

"This far-reaching amendment to our bylaws will be good for our shareholders, our board and our company."

HealthSouth's board also announced the approval of the general terms of an executive compensation recoupment, or clawback, policy.

Under the policy, HealthSouth may require members of senior management to return any bonus or incentive compensation paid to them after Jan. 1, 2010 if they engage in certain misconduct.

HealthSouth is a Birmingham, Ala.-based provider of inpatient rehabilitation services.

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